0001049535-05-000052 Sample Contracts

TERMINATION AND AMENDMENT AGREEMENT
Termination and Amendment Agreement • December 30th, 2005 • Cavalry Bancorp Inc • State commercial banks

This Termination and amendment Agreement dated as of December 30, 2005, amends the Amended and Restated Employment Agreement dated as of February 24, 2005 (“Employment Agreement”), by and between Ronald F. Knight (“Executive”) and Cavalry Bancorp, Inc. (the “Company”) and terminates the Executive Agreement dated May 22, 2002, as amended by the First Amendment dated November 24, 2004, between Executive and Cavalry Banking (the “Bank”), a wholly-owned subsidiary of the Company (as amended, the “Executive Agreement”).

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AMENDMENT NO. 1 TO AGREEMENTS
Cavalry Bancorp Inc • December 30th, 2005 • State commercial banks

This amendment dated as of December 30, 2005, amends the Agreement dated as of March 1, 1999 (“Change in Control Agreement”) by and between R. Dale Floyd (“Executive”), Cavalry Banking (“Bank”) and Cavalry Bancorp, Inc. (“Company”) and the Non-Competition, Non-Disclosure and Non-Solicitation Agreement dated as of September 11, 2004, between Executive and the Bank (“Non-Competition Agreement” and collectively with the Change in Control Agreement, the “Original Agreements”).

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • December 30th, 2005 • Cavalry Bancorp Inc • State commercial banks

This amendment dated as of December 30, 2005, amends the Employment Agreement dated February 24, 2005 (“Original Agreement”) by and between Myron Glenn Layne (“Executive”), Cavalry Banking (“Bank”) and Cavalry Bancorp, Inc. (“Company”).

AMENDMENT NO. 1 TO AGREEMENTS
Cavalry Bancorp Inc • December 30th, 2005 • State commercial banks

This amendment dated as of December 30, 2005, amends the Agreement dated as of March 1, 1999 (“Change in Control Agreement”) by and between Hillard C. Gardner (“Executive”), Cavalry Banking (“Bank”) and Cavalry Bancorp, Inc. (“Company”) and the Non-Competition, Non-Disclosure and Non-Solicitation Agreement dated as of September 11, 2004, between Executive and the Bank (“Non-Competition Agreement” and collectively with the Change in Control Agreement, the “Original Agreements”).

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